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High Tide Closes Acquisition of Blessed CBD and Enters U.K. Market

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Calgary, Alberta – (BUSINESS WIRE) – High Tide Inc. (“High Tide” or the “Company”) (TSXV: HITI) (NASDAQ: HITI) (FWB: 2LYA), a leading retail cannabis company with brick-and-mortar and global e-commerce assets, is proud to announce that it is to announce that, according to its news release dated October 7, 2021, the Company has completed its acquisition (the “Acquisition”) of 80% of the shares in Enigmaa Ltd., trading as Blessed CBD (“Blessed”) for £ 9,064,000 (the “Transaction”) and has a three year option to acquire the remaining 20% ​​of Blessed at any time.

Founded in 2019 and headquartered in Scotland, Blessed has quickly grown to become one of the most popular brands for hemp-derived CBD products across the UK, including CBD oils, creams, gums and capsules. In 2020, Blessed had nearly 5 million site visits and an average order value of around £ 75.

This is High Tide’s fifth global e-commerce acquisition in 2021, expanding High Tide’s online portfolio to include a total of eight e-commerce platforms for cannabis, hemp-derived CBD and consumer accessories, serving customers across the UK and served the EU, and North America. Together, these transactions have helped grow the company’s annual e-commerce revenue from approximately $ 10.6 million as of October 31, 2020 to nearly $ 60 million today.

The acquisition was entered into under the terms of a share purchase agreement (the “Acquisition Agreement”), a copy of which is available on the Company’s SEDAR profile. High Tide acquired 80% of Blessed for consideration consisting of: (i) 1,136,551 common shares of High Tide (each a “High Tide Share”) valued at £ 4,864,000 (the “Share Consideration”) on the basis an assumed price of $ 7.2856 per High Tide Share, which is the volume-weighted average price per High Tide Share on the TSX Venture Exchange (“TSXV”) for the ten consecutive trading days prior to the closing of the Acquisition; and (ii) £ 4,200,000 in cash. In addition, according to the purchase agreement, the purchase price is subject to an adjustment to the working capital made after the closing. According to this provision, the parties will adjust the purchase price to compensate for an increase or decrease in net working capital as of the reporting date.

The high tide shares issued in accordance with the share consideration are subject to a statutory holding period of four months and one day.

In addition, the founder of Blessed has agreed to grant High Tide an option to acquire any remaining shares in Blessed that are not held by High Tide and become the sole shareholder of Blessed (the “Purchase Option”) for an enterprise value equal to on the last twelve (12) sales months at that time multiplied by 2.2. The call option can be exercised at any time for a period of three (3) years after acquisition. In addition, High Tide has agreed to grant the founder of Blessed an option to transfer the remaining shares of Blessed not held by High Tide (the “Put Option”) to High Tide at the same enterprise value as the Call Option Selling. The put option can be exercised by the founder of Blessed for a period of two (2) years after the first anniversary of the takeover. The consideration from the call or put option, if exercised, will be in High Tide Shares based on an assumed price per High Tide Share, which is the volume-weighted average price per High Tide Share on the TSXV for the ten (10) consecutive trading days before closing the call option or put option.

KPMG LLP carried out a financial due diligence for the transaction on behalf of High Tide. Garfinkle Biderman LLP and Ince Gordon Dadds LLP are acting as legal counsel to High Tide in connection with the transaction, and Carlsquare and Addleshaw Goddard LLP acted for Blessed in connection with the transaction.

In connection with the closing of the transaction, Blessed’s founder and chief executive officer, Vithurs Thiru (better known as the “V”), will join the High Tide team as Senior Manager of Search (SEO) and help grow The CBD -Business of High Tide worldwide. In connection with V’s appointment, High Tide granted V 25,000 stock options (the “Options”) which are exercisable at a price of $ 7.17 per High Tide share for a period of 3 years.

ABOUT BLESSED CBD

Enigmaa Ltd., trading as Blessed CBD, is one of the UK’s leading online retailers of hemp CBD products for personal customer service. Blessed CBD has been recognized as the best British CBD oil in several publications including The Mirror, Reader’s Digest and Maxim Magazine.

ABOUT HIGH TIDE

High Tide is a leading retail-focused cannabis company with brick and mortar and global e-commerce assets. The company is the largest Canadian retailer of recreational cannabis in terms of sales with currently 101 locations in Ontario, Alberta, Manitoba and Saskatchewan. The retail segment includes the Banner Canna Cabana, Meta Cannabis Co., Meta Cannabis Supply Co. and NewLeaf Cannabis, with others Locations across the country are under development. High Tide has been serving consumers for over a decade through its established e-commerce platforms like Grasscity.com, Smokecartel.com, Dailyhighclub.com, and Dankstop.com, and more recently in the CBD space from hemp through CBDcity.com, FABCBD. com, and BlessedCBD.co.uk and its wholesale distribution division under Valiant Distribution, including licensed entertainment product manufacturer Famous Brandz. High Tide’s strategy as the parent company is to expand and strengthen its integrated value chain while delivering a complete customer experience and maximizing shareholder value. High Tide’s top industrial investors include Tilray Inc. (TSX: TLRY) (Nasdaq: TLRY) and Aurora Cannabis Inc. (TSX: ACB) (Nasdaq: ACB).

Neither the TSXV nor its Regulation Services Provider (as that term is defined in the policies of the TSXV) accepts responsibility for the adequacy or accuracy of this press release.

For more information about High Tide Inc. please visit www.hightideinc.com, their profile page on SEDAR at www.sedar.com, and their profile page on EDGAR at www.sec.gov.

CAUTION ON FORWARD-LOOKING STATEMENTS

This press release contains “forward-looking statements” within the meaning of applicable securities laws. All statements contained herein that are not clearly historical in nature may constitute forward-looking statements.

In general, such forward-looking information or forward-looking statements may be identified by the use of forward-looking terminology such as “plans”, “expected” or “expected”, “is expected”, “budget”, “planned”, “estimates”, “projected” , “Intends”, “anticipates” or “does not expect” or “believes” or variations of such words and phrases or may contain statements that certain actions, events or results “may”, “could”, “would”, “could” or “will be taken”, “will be continued”, “will occur” or “will be achieved”. The forward-looking information and forward-looking statements contained herein include, but are not limited to, statements relating to: creating synergies and cross-selling through High-Tide’s e-commerce platforms; High Tide’s ability to become a global leader in the e-commerce market for hemp CBD products; V’s ability to grow High Tide’s CBD business globally; the ability of the acquisition to serve as the company’s entry point into the EU marketplace; V joined the company as general manager for digital marketing and SEO; the rate of growth of the global CBD market; High Tide’s e-commerce revenue grows to an annual execution rate of nearly $ 60,000,000; and the expected working capital of Blessed on Closing.

Forward-looking information in this press release is based on certain assumptions and anticipated future events, namely: that upon completion of the Transaction, High Tide will be able to increase its annual term; the transaction will serve as an entry point into the EU marketplace; High Tide’s financial condition and development plans do not change due to unforeseen events; there will continue to be a demand and market opportunity for High Tide’s product offerings; the transaction will create synergies between its e-commerce platforms; V will join the company as general manager for digital marketing and SEO; Blessed will have the specified working capital upon completion of the transaction; either the call or put option is exercised; High Tide’s annual throughput rate will increase to $ 60,000,000, and current and future economic conditions will not affect High Tide’s business and operations, or its ability to take advantage of anticipated business opportunities. Although these assumptions were believed to be reasonable by High Tide’s management at the time of preparation, they could prove to be inaccurate and could cause actual results to differ materially from those anticipated. Therefore, one should not place undue reliance on forward-looking statements.

These statements involve known and unknown risks, uncertainties, and other factors that could cause actual results, performance or achievements to differ materially from those expressed or implied in such statements, including, but not limited to: the company’s potential inability to as an ongoing concern; the risks associated with the cannabis and CBD industry in general; High Tide’s inability to create synergies between its e-commerce platforms; High Tide’s inability to become a global leader in the e-commerce market for hemp CBD products; V’s inability to grow High Tide’s CBD business globally; the inability of the transaction to serve as an entry point into the EU marketplace; Risks that the global CBD market will not grow at the expected rate of growth; Risks related to possible legislative and / or regulatory changes by the relevant government and / or regulatory authorities; Risk that V does not join the company; Risk that Blessed will not have the required working capital upon completion of the Transaction; the risk that the Company’s annual run rate does not increase to $ 60,000,000; and the risk that neither the company nor V will exercise the call or put option.

Readers are cautioned that the above list is not exhaustive. Readers are also cautioned not to place undue reliance on forward-looking statements, as there can be no guarantee that the plans, intentions, or expectations on which they are set will materialize. This information, although believed to be reasonable by management at the time of preparation, could prove to be incorrect and actual results could differ materially from those anticipated.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States. The securities have not been and will not be under the United States Securities Act of 1933 (the “1933 Act”) or any other state And may not be registered within the United States or to US persons (as in the 1933 Act) unless it is registered under the 1933 Act and applicable state securities laws or an exception to such registration is available.

1 data according to Google Analytics.

2 Untested.

3 Untested.

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Different Ways to Take CBD Oil

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Photo of CRYSTALWEED cannabis on Unsplash

Nowadays, many people want a healthier lifestyle with natural products. It can be difficult to find alternatives to products that you can buy at the drugstore, but luckily we have discovered many benefits of harnessing the natural properties of the cannabis plant. One compound that has gained a lot in traction is cannabidiol (CBD). Unlike the THC found in marijuana, CBD has no psychoactive properties. This way, you can reap the health benefits without feeling “high”.

Many people have used CBD to help regulate their sleep patterns, and its use enables your body to get the rest it needs without affecting your mental state. Here are some ways you can consume CBD to help your health.

You can smoke or vape CBD

Smoking cannabis has always been the most popular way to consume it, but we know that smoking too long is not good for your lungs. An alternative to this method is CBD vape oil. Smoking through a vape allows you to smoke CBD in a more discreet way as it does not have the typical scent associated with cannabis. Coupled with the quick dissolution and great flavors, the effects are largely the same.

Food or drink


One of the easiest and healthiest ways to take CBD is through ingesting food or drink. Since it is easy to get CBD oil, many people have experimented with the properties and flavors to come up with different CBD recipes. There are also different beverages that have been infused with different types and flavors, be it water, tea or soda. Everyone’s potency can vary, so it’s always good to start slowly.

These products allow you to get the effects of CBD quickly without enduring an unusual taste. Everyone reacts differently to the use of CBD, so taking it is not a universal approach. It’s best to start in small amounts and work your way up to see how you feel.

Take CBD topically or sublingually

If you are taking CBD for medicinal purposes, it is possible to add it to your daily medication or vitamin routine, such as the capsules offered by Hemmfy CBD products. Some people just put a few drops under their tongue with an eyedropper before bed, which is an easy way to get them into your system. There are many topical options for people with skin problems or inflammation. If you have neck pain, you can try rubbing oil, cream, or rolls fortified with CBD onto your skin. Some of these options are also fortified with other natural elements such as eucalyptus or peppermint.

Over time, we’ve discovered the benefits and uses of CBD oil and this industry is not going anywhere any time soon. There are products for everyone, including pets, that can help relieve anxiety and other physical symptoms. There are many options as the industry continues to innovate, so do your research to determine which product is best for you.

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Mark Westall

Mark Westall is the founder and editor of FAD magazine, founder and co-editor of Art of Conversation and founder of the platform @worldoffad

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Natural Remedies for Everyday Ailments

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Plants have been used to treat infections, relieve pain, and cure disease for millennia. Pharmacists were the chemists of antiquity. They mixed up all kinds of herbs to formulate medicines. Botanists, witch doctors, shamans, and other healers routinely try their hand at herbal remedies for all types of ailments. Many modern medicines are made from plant extracts and organic compounds. Indeed, regulated drugs in use today contain organic material in processed form.

Various herbal remedies for preventing and curing diseases have gained popularity in recent years. This billion dollar market contains all kinds of valuable nutritional supplements including protein, creatine, L-glutamine, and others. A growing chorus of researchers in the established medical community are now advocating certain mushrooms because of the tremendous health benefits they offer. Mushrooms have long had tremendous healing properties as one of the most important superfoods in the world. They are especially useful for strengthening the immune system, with accompanying health benefits for joints, muscles, bones, mood, sleep, and stress relief.

World-class research scientists from Cannabotech – a botanical pharmacy – have formulated powerful patented solutions from high quality traditional mushrooms to boost the immune system. By mixing the nutrient-rich elements in high-quality mushrooms with pharmaceutical-grade CBD oil, far-reaching benefits can now be achieved. These include health maintenance, immune system benefits, sleep support, stress relief, improved muscles and joints, and bone support. This company’s research team focuses on different types of mushrooms, in particular:

  • Oyster mushrooms – Pleurotus ostreatus, these mushrooms require high humidity and offer exceptional nutritional value, with benefits for the immune system and heart health. They are rich in anti-inflammatory agents and have powerful antioxidant effects on the body.
  • Reishi mushrooms – This popular mushroom is known for its cancer-fighting abilities and immune system boosting properties. It was reported that in a specific cancer study of 4,000 breast cancer survivors, 59% of them ate reishi mushrooms. There is promising data to suggest that these mushrooms are an effective food for fighting cancer.
  • Enokitake mushrooms – Also known as enoki mushrooms, these superfoods are the mushrooms of choice for soups, risottos and stir-fries. This edible mushroom looks like a pile of pasta. They are common across Japan and contain many ingredients such as iron, copper, phosphorus, selenium, potassium, niacin, calcium, and fiber.

These edible mushrooms have tremendous medicinal properties, especially when combined with high quality CBD.

Why are mushrooms considered such an incredible biopharmaceutical breakthrough?

According to the NCBI, the rudimentary mushroom has been consumed since ancient times. It was the Greeks who encouraged their soldiers to eat mushrooms as they believed it would strengthen them in battle. In fact, the Romans named mushrooms as the food of the gods. Further afield, to the east, the ancient Chinese regarded mushrooms as the “elixir of life”.

For millennia, the basic mushroom has met the nutritional, health and wellness needs of mankind. In addition to being low in calories, these foods are also rich in nutrients. Mushrooms have no cholesterol and are extremely low in sodium, carbohydrates and fats.

Carmiero et al (2013) published a report on the composition of edible mushrooms. Popular mushrooms like Pleurotus sajor-caju contain 37.4% protein, 1% fat, 6.3% ash and 55.3% carbohydrates. Other types of mushrooms such as Agaricus bisporus contain 14.1% protein, 2.2% fat, 9.7% ash and 74% carbohydrates.

Although the numbers vary from edible mushroom to edible mushroom, it is clear that these superfoods are very useful forms of nutrition. About 100+ medicinal properties are evident in mushrooms and mushrooms. These include a wide range of protective immune-boosting properties, in particular:

  • Antiviral
  • Antifungal agent
  • antioxidant
  • Anticancer
  • Antidiabetic drugs
  • Anti allergic
  • Antibacterial
  • Anti-parasitic
  • detoxification
  • Immunomodulating
  • Anticholesterolemia
  • Hepatoprotective effects
  • Cardiovascular protection

Mushrooms are ideal foods filled with bioactive compounds thanks to their high protein and high content of minerals, fiber, vitamins and low fat. Sucrose and fructose are found in small amounts in edible mushrooms, while trehalose, mannitol and glucose are abundant.

It is the bioactive proteins in mushrooms that have pharmaceutical value. The biological activities include ribosomal inactivating proteins, ribonucleases, fungal immunomodulatory proteins and lectins. All of these are powerful ways to fight cancer. The polyunsaturated fatty acids have been linked to lower cholesterol levels, and the phenolic compounds also have antiallergenic and anti-inflammatory properties. Mushrooms may be small, but they definitely deliver!

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Mexican cannabis bill draft circulates ahead of vote (Newsletter: November 29, 2021)

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Germany wants to legalize marijuana; Taliban Sign Cannabis Deal; Former TX government talks about the benefits of psychedelics

Sign up to receive the Marijuana Moment newsletter in your inbox every weekday morning. It’s the best way to make sure you know what cannabis stories are running through your day.

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/ MOST IMPORTANT THINGS

Germany’s new government coalition officially announced that it will legalize marijuana. The plan also includes broader harm reduction measures, such as drug control services.

the South Dakota Supreme Court upheld a lower judge’s ruling that a voter-approved marijuana legalization measure is invalid. Activists are already working on another initiative for the 2022 ballot, and lawmakers are considering the issue.

Afghanistan’s Taliban regime announced that it had signed a cannabis production contract with a company called Cpharm, although an Australian company of that name later denied it was involved, saying it had “no connection with cannabis or the Taliban” and “had no idea where.” the Taliban media release has come ”. from.”

  • The project “will be officially launched shortly and hundreds of people will get employment opportunities,” said the Interior Ministry.

Former Texas Governor Rick Perry (R)– who also served as US Secretary of Energy – spoke about his support for the therapeutic use of psychedelics to treat mental illnesses faced by military veterans.

  • “If you’d told me five years ago that Rick Perry, the ankle-wrenching right-wing Republican governor of Texas, was going to be with the word ‘psychedelics’ in the same sentence, I would have bet you on the farm, baby. ”

/ FEDERATION

the of the US Department of Agriculture The Risk Management Agency tweeted, “Hemp is creating new economic opportunities for America’s farmers, and RMA is excited to offer coverage to hemp producers.”

Majority Leader in the Senate, Chuck Schumer (D-NY) tweeted: “The war on drugs was a war against people – especially people of color. We need to end the federal marijuana ban and reform the criminal justice system – I’m working with @SenBooker and @RonWyden to get our Cannabis Administration and Opportunity Act passed to do just that. “

Representative Thomas Massie (R-KY) tweeted his vote for a change in psychedelics research.

Former MP Mimi Walters (R-CA) talked about helping someone get psilocybin therapy for depression.

The house bill on Marijuana schedule and funding for programs to repair war damage caused by drugs a new co-sponsor for a total of 101.

/ CONDITIONS

The Cayuga Nation, located in new York, started selling marijuana in tribal stores.

California generated $ 322.34 million in marijuana tax revenue last quarter.

Massachusetts Regulators overturned a recommendation that communities should prioritize the approval of marijuana applicants for social justice. They are separate accepting public comment on hemp instructions.

Virginia Regulators have passed rules removing the requirement to report previous marijuana convictions for asbestos, lead and home inspectors.

Oregon Regulators reviewed plans to accept new marijuana business license applications and approved agreed settlement agreements for violations.

Minnesota Regulators have released the results of a survey of medical cannabis among healthcare providers.

Maine Regulators are conducting a survey on the hemp program.

Connecticut Regulators released updated statistics on the medical cannabis program.

West Virginia Regulators will be hosting events next week to enroll patients with medical cannabis.


Marijuana Moment pursues more than 1,200 cannabis, psychedelics, and drug bills in state legislatures and in Congress this year. Patreon backers who have pledged at least $ 25 per month will have access to our interactive maps, charts, and hearing calendar so they don’t miss any developments.

Learn more about our marijuana bill tracker and become a Patreon supporter to gain access.

/ LOCAL

Pima County, Arizona Officials have problems processing marijuana deletions.

/ INTERNATIONAL

Luxembourg The government announced an update on its plans to legalize marijuana.

the Israeli The Knesset has created a new cannabis committee.

Ireland The Medical Cannabis Access Program has enrolled its first patient.

Mexico The Senate hosted a forum on marijuana.

/ SCIENCE & HEALTH

One review concluded that “all reported preclinical and clinical studies show that cannabinoids, especially CBD, have many mechanisms through the cannabinoid system that are effective in treating patients infected with SARS-CoV-2. “

One study found that “Adults who microdose psychedelics report health-related motivations and” less anxiety and depression compared to non-microdosers. “

/ RESPONSIBILITY, OPINION & ANALYSIS

A survey found that 61 percent of the Massachusetts resident believe marijuana legalization has been positive for the state.

/ COMPANIES

Planet 13 Holdings Inc. reported quarterly revenues of $ 33 million and a net loss of $ 10.2 million.

Investor’s fraud and retaliation lawsuit against Bloom Farms was rejected.

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